Last edited: 4.10.2022

Corporate Governance Statement

Robit Plc is a public Finnish limited liability company. The shares of the company are traded on the official list of the Helsinki Stock Exchange.

In its decision-making and corporate governance, the company complies with the Companies Act, Articles of Association of the Company, rules set forth in the Helsinki Stock Exchange, securities markets legislation, as well as other applicable regulations. Since listing of the shares on the main list of the Helsinki Stock Exchange, Robit has been applying with the Finnish Corporate Governance Code, which is applied to companies listed on the main list of the Helsinki Stock Exchange. The Finnish Corporate Governance Code was issued in 2015 and it entered into force on 1 January 2016. The board of Finnish Securities Market Association approved the new Finnish Corporate Governance Code on 19 September 2019, which entered into force on 1 January 2020.

The parent company of the Group is Robit Plc. The domicile of the company is Lempäälä, Finland. The parent company is the owner of the Robit Group of companies. Group’s subsidiaries as at 31 December 2021 and 2020 were as follows:

Parent %Parent %Group %Group %
Halco Brighouse Ltd, Parent Robit UK100 %100 %
Halco Drilling Ltd UK, Parent Robit UK*100 %100 %
Robit Rocktools Ab, Sweden*100 %100 %100 %100 %
Robit Africa Holdings Ltd, South Africa*100 %100 %100 %100 %
Robit Asia, Hong Kong100 %100 %100 %100 %
Robit Australia Holdings Ltd, Australia*100 %100 %100 %100 %
Robit Australia Pty Ltd**, Australia,
Parent Robit Australia Holdings Ltd
100 %100 %
Robit Finland Oy Ltd, Finland100 %100 %100 %100 %
Robit GB Ltd, UK**100 %100 %100 %100 %
Robit Inc, USA100 %100 %100 %100 %
Robit Korea LTD, South Korea100 %100 %100 %100 %
Robit OOO, Russia100 %100 %100 %100 %
Robit S.A.C, Peru, 1% owned by Robit INC99 %99 %100 %100 %
Robit SA, South Africa***74 %74 %100 %100 %
Robit UK Ltd, UK*100 %100 %100 %100 %
Halco USA LLC, USA, Parent Robit INC**100 %100 %
TOO Robit, Kazakhstan100 %100 %100 %100 %

*Companies were dormant or holding companies.

**The name of Bulroc Ltd was changed in 2018 to Robit GB Ltd and Drilling Tools Australia Ltd Pty was changed in 2018 to Robit Australia Ltd Pty. Robit USA LLC name was changed to Halco USA LLC in 2019.

***During 2015 Robit SA established a Black Employees Empowerment Trust (“the Trust”, BEET) in South Africa. The purpose of the Trust is to support the local black employees of Robit SA and generate better business opportunities for Robit when operating in South Africa. Robit SA directed a share issue to the Trust. As a result, the Trust owns 26% of the shares of Robit SA. However, Robit SA is considered to have control over the Trust. 4 % of the shares were issued directly to one of the key employees of Robit SA. The purpose and nature of the arrangement is to remunerate certain employees of Robit SA. This arrangement is accounted as a remuneration.

The company’s governance is organized through the General Meeting, the Board of Directors and the Chief Executive Officer. Further, the company has a Management Team led by the Chief Executive Officer. In addition, Robit has a Shareholders’ Nomination Board, a People Committee, Working Committee and an Audit Committee.

Corporate Governance Statement

Diversity Principles of the Board of Directors